Copper Road increases private placement to $897,500

Executive Summary

• Copper Road Resources Inc. has announced a second upsize to its non-brokered private placement originally announced on December 12, 2025.
• The amended offering increases the total gross proceeds potential to up to $897,500 through the sale of common share units and flow-through units.
• Proceeds are designated for property payments on the Ben Nevis project, general working capital, and eligible Canadian exploration expenses for flow-through shares.

Key Details

• Common Share Units: Sale of up to 8.5 million units at a price of 3.5 cents per unit, generating gross proceeds of up to $297,500.
• Flow-Through Units (FT Units): Sale of up to 13,333,333 FT units at a price of 4.5 cents per unit, generating gross proceeds of up to $600,000.
• Unit Composition:
  • Common Units: One common share and one common share purchase warrant.
  • FT Units: One flow-through share (as defined in Subsection 66(15) of the Income Tax Act (Canada)) and one warrant.
• Warrant Terms: Each warrant entitles the holder to purchase one common share at an exercise price of 5 cents. Warrants are exercisable for 18 months from the date of issuance.
• Use of Proceeds:
  • FT Unit proceeds: To incur eligible Canadian exploration expenses qualifying as flow-through critical mineral mining expenditures, specifically for the exploration of the Ben Nevis project or other Ontario properties. Qualifying expenditures will be renounced to subscribers effective December 31, 2025.
  • Common Unit proceeds: For property payments on the Ben Nevis project and general working capital.
• Insider Participation: Certain insiders may participate, constituting a related party transaction under Multilateral Instrument 61-101. The company intends to rely on exemptions from valuation and minority shareholder approval requirements as the fair market value of securities acquired by insiders will not exceed 25% of the company's market capitalization.
• Hold Period: All securities are subject to a hold period of four months and one day after issuance.
• Closing: The offering may close in one or more tranches, with the first closing anticipated on or about December 22, 2025, subject to regulatory approvals including the TSX Venture Exchange.
• Finders' Fees: The company may pay finders' fees to eligible finders in connection with the offering.